嘉友国际: 嘉友国际物流股份有限公司董事会议事规则（2025年修订，尚需股东会审议通过）

Core Points - The article outlines the rules for the board of directors of Jiayou International Logistics Co., Ltd., emphasizing the need for standardized decision-making processes and compliance with relevant laws and regulations [1][2][3] Group 1: General Provisions - The rules are established to ensure the board operates in a regulated and scientific manner, adhering to the Company Law and other relevant regulations [1] - The board is accountable to the shareholders' meeting and must perform its duties according to the law and company charter [1] Group 2: Composition and Responsibilities of the Board - The board consists of 7 directors, including 3 independent directors and 1 employee director, with a chairman elected by a majority of the board [1][2] - Directors are elected or replaced by the shareholders' meeting for a term of 3 years, with the possibility of re-election [1] - The board has various powers, including convening shareholder meetings, executing resolutions, deciding on business plans, and managing internal structures [1][2] Group 3: Meeting Procedures - The board must hold at least 2 regular meetings annually and can convene temporary meetings under specific circumstances [3][4] - Proposals for temporary meetings must be submitted in writing and include detailed explanations of the matters involved [4][5] - Meeting notifications must be sent out in advance, with specific content requirements [5][6] Group 4: Voting and Decision-Making - Decisions require a majority vote from attending directors, with specific rules for related party transactions [6][7] - Meeting records must be kept, detailing the date, attendees, agenda, and voting results [8] Group 5: Miscellaneous - The rules are subject to interpretation and revision by the board, and they will take effect upon approval by the shareholders' meeting [8]